Corporate Authorization; Binding Effect. Stockholder has all requisite corporate power and corporate authority to enter into this Agreement and to consummate the transactions contemplated hereby. The execution and delivery of this Agreement and the consummation by Stockholder of the transactions contemplated hereby have been duly authorized by all necessary corporate action on the part of Stockholder. This Agreement has been duly executed and delivered by Stockholder and constitutes a valid and binding agreement of Stockholder, enforceable against it in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium and other similar laws relating to or affecting creditors generally and by general equity principles (regardless of whether such enforceability is considered in a proceeding in equity or at law).
Corporate Authorization; Binding Effect. The execution, delivery and performance of this Agreement by Seller has been duly authorized by its board of directors and the duly authorized officers have the authority to execute, deliver and perform this Agreement. This Agreement and the consummation of the transactions contemplated hereby have been duly and validly authorized by all necessary action on the part of Seller, and constitutes the legal, valid and binding obligation of Seller enforceable in accordance with its terms.
Corporate Authorization; Binding Effect. Buyer has all requisite corporate power and corporate authority to enter into this Agreement and to consummate the transactions contemplated hereby. The execution and delivery of this Agreement and the consummation by Buyer of the transactions contemplated hereby have been duly authorized by all necessary corporate action on the part of Buyer. This Agreement has been duly executed and delivered by Buyer and constitutes a valid and binding agreement of Buyer, enforceable against it in accordance with its terms, except as such enforceability may be limited by
Corporate Authorization; Binding Effect. Buyer has all requisite corporate power and corporate authority to enter into this Agreement and to consummate the transactions contemplated hereby. The execution and delivery of this Agreement and the consummation by Buyer of the transactions contemplated hereby have been duly authorized by all necessary corporate action on the part of Buyer. This Agreement has been duly executed and delivered by Buyer and constitutes a valid and binding agreement of Buyer, enforceable against it in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium and other similar laws
Corporate Authorization; Binding Effect. The Company has taken all corporate action necessary to authorize its execution and delivery of this Agreement and any Notes and the consummation of the transactions contemplated hereby; this Agreement and any Notes constitute the legal, valid and binding agreements of the Company enforceable against the Company in accordance with their respective terms, except to the extent limited by bankruptcy, reorganization, insolvency, moratorium and other similar laws of general application relating to or affecting the enforcement of creditors’ rights or by general equitable principles.
Corporate Authorization; Binding Effect. The Borrower has taken all requisite action necessary to authorize its execution and delivery of each Loan Document to which it is a party and the consummation of the transactions contemplated hereby; each Loan Document to which the Borrower is a party constitutes its valid and binding agreement, enforceable against the Borrower in accordance with their respective terms, except to the extent limited by bankruptcy, reorganization, insolvency, moratorium and other similar laws of general application relating to or affecting the enforcement of creditors’ rights or by general equitable principles.
Corporate Authorization; Binding Effect. (a) Buyer and each Buyer Designee, as the case may be, has or will have full corporate (or other limited company) power and authority to execute and deliver this Agreement and/or each other Transaction Document to which it is a party, to perform its obligations hereunder and thereunder, as applicable, and to consummate the transactions contemplated hereby and thereby. The execution and delivery by Buyer and each Buyer Designee, as the case may be, of the Transaction Documents to which it is a party and each other document, agreement or instrument to be executed and delivered by Buyer or such Buyer Designee, as the case may be, pursuant to the Transaction Documents, and the performance by Buyer and such Buyer Designee, as the case may be, of its obligations hereunder and thereunder, have been duly authorized by all necessary corporate action on the part of Buyer and such Buyer Designee, as applicable.
(b) This Agreement has been, and each other Transaction Document to which Buyer or any Buyer Designee is a party will be, duly and validly executed and delivered by Buyer and/or the applicable Buyer Designee, as the case may be, and this Agreement is, and, when executed and delivered by Buyer or an applicable Buyer Designee, as the case may be, each of the other Transaction Documents to which Buyer or such Buyer Designee is a party will constitute, assuming due execution and delivery by the other parties to such Transaction Document, a valid and binding obligation of Buyer and/or the applicable Buyer Designee, as the case may be, enforceable against Buyer and/or the applicable Buyer Designee, as the case may be, in accordance with its terms, except as such enforcement may be limited by bankruptcy, insolvency, reorganization, fraudulent conveyance, moratorium or similar laws affecting creditors’ rights generally or by general principles of equity (regardless of whether enforcement is sought in equity or at law).
Corporate Authorization; Binding Effect. ConAgra and each Acquiring Company and Acquired Company has all requisite power and authority to enter into this Agreement and each other agreement, document and instrument required to be executed in accordance herewith, including, without limitation, each of the documents the forms of which are attached as Exhibits hereto (collectively with the Agreement, the "Transaction Documents"), to which ConAgra or any such Acquiring Company or Acquired Company is a party and to consummate the transactions contemplated hereby or thereby. The execution and delivery of the Transaction Documents by ConAgra and each Acquiring Company and Acquired Company and the consummation by ConAgra and such Acquiring Company and Acquired Company of transactions contemplated hereby and thereby have been duly authorized by all necessary action on the part of ConAgra and such Acquiring Company and Acquired Company. This Agreement has been, and at the Closing each of the other Transaction Documents to which ConAgra and each Acquiring Company and Acquired Company is a party will be, duly executed and delivered by ConAgra and such Acquiring Company and Acquired Company. This Agreement constitutes, and upon execution and delivery thereof by ConAgra and each Acquiring Company and Acquired Company, the other Transaction Documents to which ConAgra and each Acquiring Company and Acquired Company is a party will constitute, the valid and binding obligations of ConAgra and each Acquiring Company and Acquired Company, enforceable against it in accordance with its respective terms, subject to applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and similar laws affecting creditors' rights and remedies generally and subject, as to enforceability, to general principles of equity.
Corporate Authorization; Binding Effect. The execution, delivery and performance by Assignee of this Agreement, and all of the other documents and instruments required hereby from Assignee, and the consummation of the transactions contemplated hereby by Assignee, have been duly and validly authorized by all necessary action on the part of Assignee. This Agreement has been duly executed and delivered by Assignee. This Agreement is, and the other documents and instruments required hereby to which Assignee is a party will be, when executed and delivered by the parties thereto, the legal, valid and binding obligations of Assignee, enforceable against Assignee in accordance with their respective terms, subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar laws of general applicability relating to or affecting creditors’ rights and to general equity principles.
Corporate Authorization; Binding Effect. Buyer has full corporate power and authority to execute and deliver the Transaction Documents and to perform its obligations thereunder. The Transaction Documents and performance and consummation of the Contemplated Transactions are and have been approved by all requisite corporate action of Buyer. No other corporate or legal proceedings on the part of Buyer are necessary to approve or authorize the execution and delivery of the Transaction Documents and the consummation of the Contemplated Transactions. The Transaction Documents have been duly executed and delivered by Buyer and, assuming due authorization, execution and delivery of the Transaction Documents by each Seller Party, each Transaction Document is the valid and legally binding obligation of Buyer, enforceable in accordance with its terms, subject to applicable bankruptcy, reorganization, insolvency, moratorium and other laws affecting creditor’s rights generally from time to time in effect and limitations on enforcement of equitable remedies.
